UAS3E20 The Ultimate Enemy: Part 2
Dedicated to Dwayne McDuffie Plot Continued from UAS3E19 The Ultimate Enemy: Part 1. The team runs outside. George attacks Diagon with Ascalon, causing Diagon some harm. Diagon orders Vilgax to destroy George, but Vilgax is gone. Esoterica surround George and he fights them. Jury Rigg turns into Ben and tells Gwen and Kevin to protect George. They shoot the Esoterica. Ben turns into Way Big. Diagon mocks him, but he turns into the even bigger Ultimate Way Big. Ultimate Way Big flies to Diagon and grabs him. He pulls Diagon to the ground and they land in a river. Diagon crushes the dam and the river rushes forward. Ultimate Way Big gets up and attacks Diagon. Diagon shoots him, but he deflects the beams and severs one of Diagon's tentacles. Diagon regenerates and grabs Ultimate Way Big. He shoots him. Gwen and Kevin watch. Gwen casts a spell that frees Kevin from the Esoterica attacking him and shields herself and Kevin. The Esoterica can't travel through mana. Kevin says that the best way to help Ben is to help George. Gwen drops the shield. Ultimate Way Big gets up to keep fighting Diagon. He fires cosmic rays at Diagon. Diagon summons acid rain over Ultimate Way Big and disappears. The rain hurts Ultimate Way Big considerably. Diagon reappears overhead. Ultimate Way Big falls and turns into Ben. Diagon sees this and laughs. Gwen, Kevin, and George defeat the Esoterica and rush to Diagon. Gwen is worried about Ben. George attacks Diagon. Ben wakes up and turns into Wildmutt, then Ultimate Wildmutt. Ultimate Wildmutt joins the battle, fighting the Esoterica. He then turns back into Ben. Ben is worried about Vilgax, wondering what he's planning. Gwen says that they have to save the world from Diagon. Vilgax and Psyphon are assembling the machine Vilgax used to drain the powers of the heroes of 10 worlds. Diagon shoots George, but Chromastone saves him, shooting Diagon. Chromastone and George attack Diagon, hurting him. Chromastone runs out of energy. Gwen casts a spell that fills him with power and he attacks Diagon again. He runs out and Diagon knocks him from the sky. Diagon then shoots George, turning him old, and then killing him. He drops Ascalon. Chromastone turns into Ben. Ben says that it's up to them to stop Diagon. George's body disintegrates. Vilgax and Psyphon arrive with Vilgax's power-sucking machine. He fires it at Diagon. As Diagon is made of power, it absorbs his entire being. Psyphon fires it at Vilgax, despite Ben's pleas not to. Vilgax gets all of Diagon's powers. Gwen teleports the team to Mt. Rushmore just in time to avoid Vilgax's attack. He thinks that he has destroyed them. Ben figures that they have a few days, but Vilgax arrives outside of Mt. Rushmore. He orders the Esoterica to destroy them. Gwen knows how to work the base's self-defense system and fires on the Esoterica. Vilgax solidifies into his normal body and flies onto Mt. Rushmore. He pulls off a face and flies inside. He easily defeats Gwen and Kevin, leaving only Ben. Ben says that he isn't going to transform and brandishes Ascalon. Vilgax throws a console at Ben and Ben slices it in half. Ben activates Ascalon's powers, growing a suit of armor around himself. He runs at Vilgax, blocking his blasts, and knocks Vilgax outside. Ben and Vilgax fight. Ben stabs Vilgax, absorbing Diagon's power into Ascalon and turning him normal. Gwen and Kevin walk out. Vilgax tells Ben that he should use the Ultimatrix, Ascalon, and Diagon's power to wipe evil out of the universe. Ben realizes that Vilgax is right, although Gwen and Kevin tell him not to. Julie and Ship fly in. Julie tries to convince Ben that if he goes through with this, he would be just as bad as Vilgax. Kevin says that they will stop him if he tries. Vilgax keeps urging Ben to use his power. Gwen says that the power is tempting Ben, and Julie tells Ben not to force his answers on everybody. Ben remembers all of the good he and the team have done and uses the power to turn the Esoterica human. He deactivates Ascalon and Julie kisses him. Azmuth arrives and tells Ben to give him Ascalon. Ben gladly does so. Azmuth sends it away and does the same with the Ultimatrix, which he says is not worthy of Ben. Ben protests, but Azmuth tells him to look on his wrist and Ben sees a new Omnitrix. Azmuth has been working on it for six years, ever since Ben got the prototype. Ben asks for Master Control, but Azmuth just teleports away. Impact *Ben transforms into Ultimate Way Big (and only) for the first time *Ben transforms into Jury Rigg, Way Big, Wildmutt, Ultimate Wildmutt, and Chromastone for the final time in Ultimate Alien *Sir George is killed *Diagon is defeated *Vilgax is returned to normal *The Ultimatrix is destroyed *Azmuth takes Ascalon *Ben gets the Omnitrix Ultimate Way Big.PNG|Ultimate Way Big|link=Ultimate Way Big Characters Characters *Sir George *Kevin Levin *Gwen Tennyson *Ben Tennyson *Julie Yamamoto *Ship *Azmuth Villains *Diagon *Esoterica *Vilgax *Psyphon Aliens *Jury Rigg *Way Big *Ultimate Way Big *Wildmutt *Ultimate Wildmutt *Chromastone Category:Episodes Category:Ultimate Alien Episodes Category:Alien Debuts Category:Diagon Arc